By accessing or using the SubPro platform ("Service"), you agree to be bound by these Terms of Service ("Terms"). The Service is operated by Let's BJJ Inc. ("Company", "we", "us").
SubPro is a platform that enables studio owners, academy operators, and instructors ("Platform Users") to create and operate video subscription services for their students and customers ("End Users"). The Service includes website hosting, video delivery, payment processing, and related tools.
To use the Service as a Platform User, you must:
You are responsible for all activity under your account.
By registering as a Platform User, you represent and warrant that: (a) you are operating a business or professional activity and are not acting as a consumer; (b) you have the legal authority to enter into this agreement on behalf of your organisation; and (c) your content does not infringe any third party's intellectual property rights.
As a Platform User, you agree to:
Academy Owners are strongly recommended to maintain adequate general liability insurance and, where applicable, professional indemnity insurance covering their instruction activities, including digital/remote instruction.
You may not use the Service to distribute:
In addition to content restrictions, you shall not:
Payment processing services for academy owners on SubPro are provided by Stripe via the Stripe Connect Express arrangement (the "Stripe Connected Account") and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the "Stripe Services Agreement"). By agreeing to these terms or continuing to operate as an academy owner on SubPro, you agree to be bound by the Stripe Services Agreement, as the same might be modified by Stripe from time to time.
As a condition of SubPro enabling payment processing services through Stripe, you agree to provide SubPro accurate and complete information about you and your business, and you authorize SubPro to share it and transaction information related to your use of the payment processing services provided by Stripe.
All payments are processed through credit card payment with immediate settlement. Platform Users are responsible for:
Platform fees: SubPro charges a platform fee on transactions processed through the Service. Current fees and any early-access or founding-member pricing are published on the SubPro pricing page and communicated to you during onboarding. SubPro does not take a percentage of your student subscription revenue — you keep 100% of what your students pay, minus standard Stripe processing fees (rates vary by region and currency). Fee structure may be updated with 30 days' notice. Refunds are processed via Stripe — see our Refund Policy for details.
Tax automation: Platform fees may be subject to tax. See §21 for the full description of how tax is calculated, collected, and remitted on your SubPro platform-fee charges, and for the boundary between taxes on platform fees and taxes on your End User transactions.
Managed Risk: SubPro operates under Stripe's Managed Risk arrangement for the Connected Account. Chargebacks and disputes that Stripe classifies as covered under Managed Risk are handled by Stripe, and financial liability for those lost disputes is borne by Stripe rather than the Academy Owner. Disputes outside the Managed Risk scope (for example, "product not as described" or "credit not processed" claims where Stripe deems Managed Risk inapplicable) remain the Academy Owner's responsibility and are settled against the Connected Account balance. Where any dispute is filed, access for the affected End User may be restricted pending outcome; upon a "won" outcome, reinstatement is at the Academy Owner's discretion and is performed via the admin dashboard (re-invite or resubscription).
If your SubPro subscription payment cannot be processed (e.g., expired card, insufficient funds), the following process will apply:
Once the payment is successfully processed, your site will be automatically restored. You can update your payment method at any time via your Stripe billing settings.
SubPro relies on Stripe as its payment infrastructure provider. In the event that Stripe terminates its agreement with SubPro or with an Academy Owner's connected account, SubPro's obligation is limited to providing 30 days' notice (or such shorter period as circumstances permit) and reasonable cooperation in migrating to an alternative payment processor. SubPro shall not be liable for losses attributable to Stripe's independent decisions regarding connected accounts, including but not limited to account holds, reserves, or terminations imposed by Stripe.
A valid and active Stripe connection is required for your SubPro service to remain operational. If your Stripe connection is disconnected for any reason — including but not limited to Stripe account restrictions, manual disconnection, or Stripe's independent actions regarding your account — the following process will apply:
Once the Stripe connection is restored, your site will be automatically reactivated.
SubPro cannot intervene in Stripe's decisions regarding your account. If Stripe has restricted or suspended your account, you must resolve the matter directly with Stripe Support. SubPro is not responsible for any losses, revenue impact, or service interruptions caused by Stripe's actions on your account.
Neither party shall be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control, including but not limited to: natural disasters, wars, terrorism, pandemics, government actions, third-party service provider outages (including Stripe, Mux, or Cloudflare), internet infrastructure failures, or cyberattacks. The affected party shall provide prompt notice and use reasonable efforts to mitigate the impact.
SubPro provides the technical infrastructure for hosting, delivering, and monetizing video content. SubPro is not the seller of instructional content — each Academy Owner is solely responsible for:
Students purchase subscriptions directly from the Academy Owner, not from SubPro. SubPro facilitates payment processing on behalf of Academy Owners via Stripe Connect. The statement descriptor on students' bank or credit card statements will reflect the Academy Owner's name, not SubPro.
Academy Owners acknowledge that they are the seller of the content. Any disputes regarding billing, refunds, or service quality from End Users must be handled directly by the Academy Owner. SubPro does not have the authority to initiate refunds from an Academy Owner's Stripe account without their consent.
You retain all rights to content you upload. By uploading content, you grant SubPro a non-exclusive, worldwide, royalty-free license to host, store, transcode, deliver, and display your content as necessary to operate and improve the Service. This license terminates when you delete the content, subject to reasonable backup and caching periods.
SubPro reserves the right to access, review, and screen your content at any time for the following purposes:
SubPro will not use your content for any purpose other than operating and improving the Service, and will not disclose your content to third parties except as required by law or as described in our Privacy Policy.
SubPro respects intellectual property rights and complies with the Digital Millennium Copyright Act (DMCA). If you believe content on our platform infringes your copyright, please send a written notice to our designated Copyright Agent:
Copyright Agent: Let's BJJ Inc.
Email: legal@sub-pro.net
〒160-0023 東京都新宿区西新宿3丁目3番13号 西新宿水間ビル2F
Your notice must include:
Upon receipt of a complete and valid notice, we will investigate and remove or disable access to the allegedly infringing content within 72 hours. Academy Owners who repeatedly upload infringing content will have their accounts terminated in accordance with our repeat-infringer policy.
UK/EU: SubPro also complies with the hosting defense under the UK E-Commerce Regulations 2002 (Regulation 19) and the EU Digital Services Act. Australia: SubPro maintains compliance with the safe harbour provisions of the Australian Copyright Act 1968, §116AH.
Where SubPro staff independently observe content that appears to infringe third-party rights (without a formal notice), SubPro reserves the right to remove or disable such content and notify the Academy Owner.
We strive for high availability but do not guarantee uninterrupted service. We may perform maintenance, updates, or modifications that temporarily affect availability. We will make reasonable efforts to provide advance notice of planned downtime.
We reserve the right to suspend or terminate your account if you:
Upon termination, you may request an export of your data within 30 days.
To the maximum extent permitted by law, SubPro shall not be liable for indirect, incidental, special, or consequential damages. Our total liability shall not exceed the fees paid by you in the 12 months preceding the claim.
Nothing in these Terms excludes or limits our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any liability that cannot be excluded or limited by applicable law, including statutory guarantees under the UK Consumer Rights Act 2015 or Australian Consumer Law.
Platform User to SubPro: You agree to indemnify and hold harmless SubPro from any third-party claims arising from: (a) your content; (b) your violation of these Terms; or (c) your use of the Service, to the extent caused by your acts or omissions. This indemnification obligation shall not apply to claims directly caused by defects in SubPro's platform or templates that you deployed without material modification.
SubPro to Platform User (IP Indemnity): SubPro will defend you against any third-party claim that the Service, as provided by SubPro and used in accordance with these Terms, infringes a third party's intellectual property rights, and will indemnify you for damages finally awarded or settlements approved by SubPro. This obligation does not apply to claims arising from: (i) your content; (ii) your modifications to SubPro-provided materials; (iii) use of the Service in combination with third-party products not provided by SubPro; or (iv) continued use after SubPro notifies you of an alleged infringement and provides a non-infringing alternative.
We may update these Terms from time to time. For material changes (including changes to pricing, liability, or data practices), we will notify you via email at least 30 days before they take effect and require your affirmative acceptance (e.g., click-through acknowledgment at next login). If you do not accept, you may terminate your account. For non-material changes (minor clarifications, formatting, or legally-required updates), we will provide notice via email or in-platform notification, and continued use after the effective date constitutes acceptance.
You represent and warrant that you are not a member of, and are not knowingly affiliated with, any organized crime group, criminal syndicate, cartel, or equivalent organization in your jurisdiction (including, without limitation, the Japanese concept of 暴力団 / boryokudan and any quasi-members, front companies, or corporate racketeers acting on their behalf). If you are found to be associated with such groups, we may immediately suspend or terminate your account without prior notice. Sanctions compliance is addressed separately in §22.
These Terms are governed by the laws of Japan. Any disputes shall be resolved in the courts of Tokyo, Japan. However, nothing in these Terms affects your mandatory rights under the consumer protection laws of your country of residence.
Academy Owners may cancel their SubPro subscription at any time. Access continues until the end of the current billing period. No partial refunds are issued for unused time, except within the first 14 days. See our Refund Policy for full details.
Students may cancel their subscriptions to individual academies at any time via their account dashboard. Cancellation takes effect at the end of the current billing period, and no further charges will be made. Refund policies for student subscriptions are determined by each Academy Owner. All refunds are processed via Stripe.
The Service is provided on an "AS IS" and "AS AVAILABLE" basis. SubPro expressly disclaims all warranties, whether express, implied, or statutory, including but not limited to warranties of merchantability, fitness for a particular purpose, title, and non-infringement. SubPro does not warrant that the Service will be uninterrupted, error-free, or free of harmful components.
Nothing in this section excludes warranties that cannot be excluded under applicable law, including statutory guarantees under the UK Consumer Rights Act 2015 or Australian Consumer Law.
The Service integrates with third-party services including but not limited to Stripe (payments), Mux (video hosting and delivery), Cloudflare (security and CDN), and Resend (email). SubPro makes no warranty regarding third-party services and shall not be liable for their performance, availability, security, or data practices. Your use of third-party services may be subject to their separate terms and conditions.
You must be at least 18 years old to create an Academy Owner account. Academy Owners are responsible for ensuring their End Users meet any applicable minimum age requirements in their jurisdiction. The Service is not directed to, and should not be used by, children under the age of 16. If you become aware that a minor has registered without parental consent, you must notify SubPro immediately.
Your sales to End Users: You are solely responsible for determining, collecting, reporting, and remitting all applicable taxes (including but not limited to sales tax, VAT, GST, and consumption tax) arising from sales to your End Users. SubPro is not your tax advisor and makes no representations regarding your tax obligations toward End Users.
SubPro's platform-fee charges to you: Platform fees charged by SubPro are exclusive of taxes unless otherwise stated. Where applicable, SubPro uses Stripe Tax to automatically calculate, collect, and remit sales tax, VAT, GST, or equivalent consumption taxes on the platform-fee amount based on the billing address you provide at checkout (see §6). A VAT or tax-ID number may be collected at checkout for B2B customers; supplying a valid number may affect tax treatment depending on jurisdiction.
You represent and warrant that you are not located in, under the control of, or a national or resident of any country subject to trade sanctions or embargoes imposed by the United States, the European Union, the United Kingdom, or Japan, and that you are not on any restricted party list. You shall not use the Service in violation of any applicable export control laws, trade sanctions, or embargo regulations.
Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the Service, including but not limited to business plans, technical data, pricing, analytics, and customer information. Neither party shall disclose such information to third parties without the disclosing party's prior written consent, except as required by law or regulatory authority. This obligation survives termination of these Terms for a period of three (3) years.
Any feedback, suggestions, feature requests, or ideas you provide regarding the Service ("Feedback") become the property of SubPro. SubPro may use, reproduce, modify, and distribute such Feedback for any purpose without restriction, attribution, or compensation to you. You waive any moral rights in such Feedback to the extent permitted by law.
You grant SubPro the right to use your academy name, logo, and a general description of your use of the Service in marketing materials, customer lists, case studies, and press releases. You may revoke this right at any time by sending written notice to legal@sub-pro.net.
You shall not reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying algorithms, data structures, or architecture of any part of the Service. You shall not attempt to circumvent any technical limitations, access controls, or security measures implemented in the Service.
Access to SubPro APIs (including MCP integrations) is subject to rate limits and usage restrictions published in our documentation. SubPro may suspend or terminate API access without prior notice if usage is excessive, abusive, or in violation of these Terms. SubPro reserves the right to modify, deprecate, or discontinue API endpoints with reasonable notice.
SubPro may offer certain features designated as "Beta", "Preview", "Early Access", or similar labels. Beta features are provided "AS IS" without any warranty, support obligation, or service level commitment. SubPro may modify, suspend, or discontinue beta features at any time without notice or liability. Your use of beta features is at your own risk.
You may not assign, transfer, or delegate your rights or obligations under these Terms without SubPro's prior written consent. Any attempted assignment without consent shall be void. SubPro may freely assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.
By registering an account, you consent to receive all communications from SubPro electronically, including notices, agreements, disclosures, invoices, and policy updates. Electronic notices sent to your registered email address are deemed received on the business day following transmission. You agree that all electronic communications satisfy any legal requirement that such communications be in writing.
Notices to you will be sent to the email address associated with your account. Notices to SubPro must be sent to legal@sub-pro.net. Legal notices are effective upon confirmed receipt. It is your responsibility to keep your email address current.
You are solely responsible for ensuring that your use of the Service complies with all applicable laws, regulations, licensing requirements, and industry standards in every jurisdiction where you operate, offer content, or collect payments. SubPro makes no representation that the Service is appropriate for use in any particular jurisdiction.
The relationship between SubPro and you is that of independent contractors. Nothing in these Terms creates or implies any partnership, joint venture, employment, franchise, or agency relationship between the parties. Neither party has authority to bind the other or incur obligations on the other's behalf.
To the maximum extent permitted by applicable law, you agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You waive any right to bring or participate in a class action, collective action, or representative proceeding against SubPro. This waiver does not apply where prohibited by mandatory law in your jurisdiction.
If any provision of these Terms is found invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid while preserving the parties' original intent.
The failure of SubPro to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by SubPro.
These Terms, together with the Privacy Policy, Data Processing Agreement, Refund Policy, and any applicable Order Form or Service-specific terms, constitute the entire agreement between you and SubPro regarding the Service and supersede all prior agreements, understandings, and communications, whether written or oral, regarding the subject matter hereof.
The following sections shall survive any expiration or termination of these Terms: Content Ownership and Access (§8), Limitation of Liability (§12), Indemnification (§13), Warranty Disclaimer (§18), Tax Responsibility (§21), Confidentiality (§23), Feedback and Suggestions (§24), Class Action Waiver (§34), Severability (§35), Governing Law (§16), and any other provisions that by their nature should reasonably survive.
Section headings in these Terms are for convenience of reference only and shall not affect the interpretation or construction of any provision.
Let's BJJ Inc. (株式会社Let'sBJJ)
〒160-0023 東京都新宿区西新宿3丁目3番13号 西新宿水間ビル2F
Email: support@sub-pro.net
Phone: +81-80-5492-6225